Page:United States Statutes at Large Volume 48 Part 1.djvu/116

 90 73d CONGRESS. SESS. I. CH. 38. MAY 27, 1933 . Interest of e very (22) full particulars of the nature and extent of the interest, if olding stock hold er h mo re than 10 per cent any, of every director, principal executive officer, and of every stock- of any class. holder holding more than 10 per centum of any class of stock or more than 10 per centum in the aggregate of the stock of the issuer, in any property acquired, not in the ordinary course of business of the issuer, within two years preceding the filing of the registra- tion statement or proposed to be acquired at such date ; Names, etc ., of coun- sel. (23) the nam es and addres ses of counse l who have pas sed on the eel. legality of the issue -, Material contracts, (24) dates of and parties to, and the general effect concisely Dot de in ordinary stated of ever material contract made, not in the ordinary course of business, which contract is to be executed in whole or in part at or after the filing of the registration statement or which contract has been made not more than two years before such filing. Any Man age me nt co n- tract, special bonuses management contract or contract providing for special bonuses or or pr ofit shar ing, etc. ,, profit-sharing arrangements, and every material patent or contract deemed mater ial con- tract. for a material patent right, and every contract by or with a public utility company or ait affiliate thereof, providing for the giving or receiving of technical or financial advice or service (if such contract may involve a charge to any party thereto at a rate in excess of $2,500 per year in cash or securities or anything else of value), shall be deemed a material cont ract ; Balance sheets. (25) a balance sheet as of a date not more than ninety days prior contents' to the date of the filing of the reistration statement showing all of the as sets of the i ssuer, the nat ure - and cost thereof, whenever deter- minable, in such detail and in such form as the Commission shall pres crib e (w ith inta ngib le i tems seg rega ted), in clud ing any loan in excess of $20,000 to any officer, director, stockholder or perso n directly or indirectly controlling or controlled by the issuer, or person under direct or indirect common control with the issuer. All the liabilities of the issuer in such detail and such form as the Com » mission shall prescribe, including surplus of the issuer showing how and from what sources such surplus was created, all as of a date not more than ninety days prior to the filing of the registration state- accountant . of public ment. If such statement be not certified by an independent public or certified accountant, in addition to the balance sheet required to be submitted under this schedule, a similar detailed balance she et of the assets and liabilities of the issuer, certified by an independent public or certified accountant, of a date not more than one year prior to the filing of the regist ration stateme nt, sh all be submitt ed ; Profit and loss state- (26) a profit and loss statement of the issuer showing earnings ment . and income, the nature and source thereof, and the expenses and fixed charges in such detail and such form as the Commission shall prescri be for the lat est fi scal ye ar for which such st atement is av ail- able and for the two preceding fiscal years, year by year, or, if such issuer has been in actual business for less than three years, then for such time as the issuer has been in actual business, year by year. If the date of the filing of the registration statement is more than six months after the close of the last fiscal year, a statement from such closing date to the latest practicable date. Such statement shall show what the practice of the issuer has been during the three years or lesser period as to the character of the charges, dividends or other distributions made against its various surplus accounts, and as to depreciation, depletion, and maintenance charges, in such detail and form as the Commission shall prescribe, and if stock dividends or avails from the sale of rights have been credited to income, they shall be shown separately with a statement of the basis upon which the credit is computed. Such statement sha ll also differ entiate